SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
CHESAPEAKE ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
OKLAHOMA 73-1395733
(State of incorporation or (IRS Employer Identification No.)
organization)
6100 NORTH WESTERN AVENUE
OKLAHOMA CITY, OKLAHOMA 73118
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
7% CUMULATIVE CONVERTIBLE PREFERRED STOCK NEW YORK STOCK EXCHANGE
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrant's Securities to be Registered
The securities to be registered consist of 7% Cumulative Convertible
Preferred Stock, par value $.01 per share (the "Preferred Stock"), of
Chesapeake Energy Corporation (the "Registrant"). The Registrant hereby
incorporates by reference herein the description of the terms, rights and
preferences of the Preferred Stock set forth under the caption "Description of
Preferred Stock" in the Prospectus forming a part of the Registrant's
registration statement on Form S-3 (No. 333-57235). Such Prospectus was filed
with the Commission by the Registrant pursuant to Rule 424(b)(3) under the
Securities Act of 1933 on August 4, 1998.
The Preferred Stock is convertible into the Registrant's common stock,
par value $.01 per share (the "Common Stock"), and each share of Common Stock
is accompanied by a right to purchase one one-thousandth of a share of the
Registrant's Series A Junior Participating Preferred Stock, par value $.01 per
share (a "Right"). The description of the Common Stock contained in
Registrant's registration statement on Form 8-B filed on December 12, 1996 and
the summary of the Rights and description of Series A Junior Participating
Preferred Stock contained in its registration statement on Form 8-A filed on
July 16, 1998 are incorporated herein by reference.
Item 2. Exhibits
The following exhibits are filed pursuant to Instruction II to Item 2:
1. Registrant's Certificate of Incorporation. Incorporated herein by
reference to Exhibit 3.1 to Registrant's registration statement on
Form S-3 (No. 333-57235).
2. Rights Agreement dated July 15, 1998 between the Registrant and UMB
Bank, N.A., as Rights Agent. Incorporated herein by reference to
Exhibit 1 to Registrant's registration statement on Form 8-A filed
July 16, 1998.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized.
CHESAPEAKE ENERGY CORPORATION
By: TOM L. WARD
Tom L. Ward, President
Dated: August 31, 1998
EXHIBIT INDEX
Exhibit No. Description Method of Filing
- ----------- ----------- ----------------
3 Registrant's Certificate of Incorporated herein by reference
Incorporation
4 Rights Agreement dated July 15, Incorporated herein by reference
1998 between the Registrant and
UMB Bank, N.A., as Rights Agent